With a fine band -- including guitarist Bill Frisell, pedal steel player Greg Liesz, bassist Sebastian Steinberg and drummer Pete Thomas -- buttressed by strings and horns, the evening showed Newman's range as a composer, while the singers emphasized his humanity and his literate way with character. As usual, the selection of songs and performers hit the mark a high percentage of the time, as everyone onstage looked to be having a fine time performing Newman's music.

Highlights included a sultry version of "Let's Burn Down the Cornfield" by Jennifer Charles (lead singer of New York's Elysian Fields) and Victoria Williams' version of "Texas Girl at the Funeral of Her Father," which inhabited the song's childlike mixture of wonder, fear and sadness. Howard Tate's high tenor gracefully floated over the floodwaters of "Louisiana, 1927"; Stan Ridgway turned "Bad News From Home" into a brooding Southern Gothic tale, and Gavin Friday's "In Germany Before the War" was filled with a whispered theatricaltheatrical menace, while his rendition of "You Can Leave Your Hat On" was an over-the-top cabaret seduction. Bob Neuwirth brought a wizened knowingness to "My Country."

Vic Chesnutt found an unexpected humanity in "I Want You to Hurt Like I Do" -- which in Newman's hands limns one of the most monstrously self-centered characters in his catalog -- turning it into touching country soul. The Eels' E performed a similar alchemy on "I Don't Want to Hear It Anymore," reimagines the tune as a classic cheater's ballad, "Me and Mrs. Jones" crossed with Raymond Carver.

A few non-singers were included in the lineup with mixed results. Best was John Ventimiglia (Artie on "The Sopranos""The Sopranos"), who performed "Shame" with a '50s hipster growl, making the song's aging Lothario even more pathetic, convinced he's still got it. Rip Torn should have nailed "Political Science" and "Roll With the Punches," but he forgot the lyrics to the former and never found a groove on the latter. Jimmy Fallon performing "They Just Got Married" just didn't work. The idea of turning the song into standup comedy is a sound one, but his frenetic perfperf clashed with the song's deadpan humor. He didn't seem to trust the material, so he had to pump it up with mugging, leaps and wiggles. Perhaps he thought it made him look like a rock star, but the effect was closer to Howard Dean.

But it was long forgotten by the end of the night, when the entire company (minus Fallon) took the stage for "Mr. President (Have Pity on the Working Man)."

Willner returns to UCLA on April 1 with his tribute to the Firesign Theater, "Let's Eat!"